March 21, 2005

Mr. David R. Humphrey
Accounting Branch Chief

Re:      American Skiing Company
         Supplemental response letter dated February 18, 2005 regarding the
         Annual Report on Form 10-K (fiscal year ended July 25, 2004) and
         Quarterly Report on Form 10-Q (quarter ended October 24, 2004) File No.
         1-13507

Dear Mr. Humphrey:

Thank you for your most recent letter regarding our above-referenced filings. We
have reviewed your correspondence of March 7, 2005 and our responses are set
forth below.

FORM 10-K (Fiscal Year Ended July 25, 2004)

Selected Quarterly Operating Results, page 37

     1.  Refer to your response to prior comment 1. We note that you refer to
         the Series C-1 Preferred Stock as a "participating" security on the
         face of your balance sheet (page F-3). However, the narrative
         description of these securities (page F-23) does not appear to make
         reference to this feature. In future filings, please fully describe the
         features of this stock including the specific terms of participation or
         supplementally advise us where such description is included in the
         footnotes.

     Response

     The Company will describe the features of the Series C-1 Preferred Stock
     including the specific terms of participation in our future filings.

Financial Statements

Note 15. Business Segment Information, pages F-29

     2.  Refer to your response to prior comment 5. As previously stated, in
         order to be eligible for aggregation, similar operating segments must
         have similar economic characteristics and aggregation must be
         consistent with the objectives and principles of the standard. You have
         not addressed the regulatory environments of each of the resorts. Your
         response should be detailed and specific and should address, but should
         not be limited to the specifics of the agreement with local authorities
         relating to the Canyons resort. Further, while we agree that there may
         be circumstances where entities qualify for aggregation even though
         their current year results may have differed somewhat, we would expect
         these differences to be attributable to temporary factors - such as a
         temporary problem with a key supplier. We would also expect that an
         historical convergence of the performance indicators had already
         happened. In reviewing your schedules for the most three fiscal years,
         it appears to us that additional information about certain resorts,
         such as Steamboat and the Canyons, would add significantly to the
         reader's understanding of your financial results and prospects. As
         aggregation of all resorts does not appear to be consistent with the
         objectives of the statement, it appears that you should revise
         accordingly in future filings or advise.

     Response

     The regulatory environments of our resorts do have similarities. As stated
     on page 14 of our 2004 Form 10-K, "We are subject to a wide variety of
     federal, state, and local laws and regulations relating to land use and
     development and to environmental compliance and permitting obligations,
     including those related to the use, storage, discharge, emission, and
     disposal of hazardous materials." Three of our resorts, Attitash, Mount
     Snow, and Steamboat, lease ski terrain land from the United States Forest
     Service under special use permits. Killington leases ski terrain land from
     the State of Vermont. Sunday River leases ski terrain from third parties.
     The Canyons leases ski terrain from third parties and the State of Utah. We
     own the ski terrain land at Sugarloaf, and lease land from the local
     municipality for our golf course operations at that resort. While some of
     the lessors at our resorts are different, we believe that the rules and
     regulations related to land development, usage, access, and environmental
     compliance are similar in nature. Development activities at all of our
     resorts our governed by permits issued through local authorities, whose
     rules, regulations, and permit processes are similar. Although The Canyons
     is not currently in compliance with certain terms of its development
     agreement, we believe that such non-compliance is not likely to adversely
     impact our ski operations or The Canyons comparability to our other
     resorts.

     As stated in our last letter, we believe that our resorts exhibit similar
     long-term financial performance prospects. The Canyons margins continue to
     come in line with those of the other resorts, which is what we expected to
     happen. Differences in results between resorts are affected heavily by
     weather conditions. These conditions can differ significantly from resort
     to resort and from season to season. Obviously, weather is a factor that
     that we cannot control. For example, snowfall, temperature, and wind
     conditions at any one of our resorts for any given year may be greater or
     less than average for an extended period of time. However, given similar
     weather conditions among our resorts, we expect operating margins to be
     similar.

     We have previously discussed that the criteria listed in paragraphs 17a
     through 17e of FAS 131 are similar among all of our resorts. As such, we
     still believe that it continues to be appropriate to aggregate all of our
     resort operations into one segment and believe our disclosures to be
     consistent with the objectives and principles of FAS 131.

Other

The Company acknowledges the following:

   |X|   The Company is responsible for the adequacy and accuracy of the
         disclosure in the filing;

   |X|   Staff comments or changes to disclosure in response to staff comments
         do not foreclose the Commission from taking any action with respect to
         the filing; and

   |X|   The Company may not assert staff comments as a defense in any
         proceeding initiated by the Commission or any person under the federal
         securities laws of the United States.


We appreciate the Commission's comments with respect to these matters. The
following officers of the Company are available to discuss any questions the
Commission may have regarding these responses or any future filings: (a) with
respect to legal matters, Foster Stewart, Senior Vice President and General
Counsel, (207) 773-7934, and (b) with respect to accounting matters Helen E.
Wallace, Senior Vice President and Chief Financial Officer, (435) 615-0360. We
would be happy to discuss any questions you may have through further
correspondence or through telephone discussions.

                                            Sincerely,





/s/ Foster Stewart                                  /s/ Helen E. Wallace
----------------------------------                  ----------------------------
Foster Stewart                                      Helen E. Wallace
Senior Vice President and                           Senior Vice President and
General Counsel                                     Chief Financial Officer